Tiedemann Michael Form 3 Alvarium Tiedemann / Michael Tiedemann ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Tiedemann Michael

(Last) (First) (Middle)

C/O ALVARIUM TIEDEMANN HOLDINGS, INC.

520 MADISON AVENUE, 21ST FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/03/2023

3. Issuer Name and Ticker or Trading Symbol
Alvarium Tiedemann Holdings, Inc. [ ALTI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	(1)	Class B Common Stock	5,065,196	0.00	D
Class B Common Stock	(1)	(1)	Class B Common Stock	2,500,103	0.00	I	See Footnote(2)
Class B Common Stock	(1)	(1)	Class B Common Stock	670,334	0.00	I	See Footnote(3)
Class B Common Stock	(1)	(1)	Class B Common Stock	1,694,408	0.00	I	See Footnote(4)
Warrants to purchase Class A Common Stock	02/02/2023	02/02/2028	Class A Common Stock	585,198	11.5	D
Warrants to purchase Class A Common Stock	02/02/2023	02/02/2028	Class A Common Stock	253,307	11.5	I	See Footnote(2)
Warrants to purchase Class A Common Stock	02/02/2023	02/02/2028	Class A Common Stock	67,917	11.5	I	See Footnote(3)
Warrants to purchase Class A Common Stock	02/02/2023	02/02/2028	Class A Common Stock	171,672	11.5	I	See Footnote(4)

Explanation of Responses:

1. Each Class B Unit (a "Class B Unit") of Alvarium Tiedemann Capital, LLC ("Umbrella") is paired with a share of Class B Common Stock of the Issuer ("Class B Common Stock" and collectively, the "Paired Interests"). Pursuant to the Second Amended and Restated Limited Liability Agreement, dated as of January 3, 2023 (as amended form time to time, the "LLC Agreement"), of Umbrella, a Paired Interest is exchangeable at any time for a share of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. As the holder exchanges the Paired Interests pursuant to the LLC Agreement, the shares of Class B Common Stock included in the Paired Interests will automatically be canceled and the Class B Common Units included in the Paired Interests shall be automatically transferred to the Issuer and converted into and become an equal number of Class A Common Units in Umbrella.

2. Such securities are held by the Michael Glenn Tiedemann 2012 Delaware Trust ("MGT 2012 DE Trust") over which securities the reporting person has investment discretion. The reporting person disclaims beneficial ownership of the securities held by the MGT 2012 DE Trust, except to the extent of any pecuniary interest he may have therein.

3. Such securities are held by the CHT Family Trust Article 3rd fbo Michael G. Tiedemann ("CHT Fam Tst Ar 3rd fbo MGT") over which securities the reporting person has investment discretion. The reporting person disclaims beneficial ownership of the securities held by the CHT Fam Tst Ar 3rd fbo MGT, except to the extent of any pecuniary interest he may have therein.

4. Such securities are held by Chauncey Close, LLC, over which securities the reporting person may be deemed to have beneficial ownership by virtue of being the managing member of Chauncey Close, LLC. The reporting person disclaims beneficial ownership of the securities held by Chauncey Close, LLC, except to the extent of any pecuniary interest he may have therein.

Remarks:

Exhibit 24 Power of Attorney filed herewith.

	/s/ Christine Zhao, Attorney-in-fact	01/13/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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